UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
[Mark One]
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the quarterly period ended
OR
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the transition period from ____________ to ____________
Commission File Number:
(Exact Name of Registrant as Specified in Its Charter)
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(State or Other Jurisdiction of Incorporation or Organization) |
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(I.R.S. Employer Identification No.) |
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(Address of Principal Executive Offices) |
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(Zip Code) |
Registrant’s Telephone Number, Including Area Code: (
Securities registered pursuant to Section 12(b) of the Act:
Title of each class |
Trading Symbol(s) |
Name of each exchange on which registered |
Indicate by check mark whether the Registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the Registrant was required to file such reports) and (2) has been subject to such filing requirements for the past 90 days.
Indicate by check mark whether the Registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulations S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).
Indicate by check mark whether the Registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.
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Accelerated filer |
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Non-accelerated filer |
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Smaller reporting company |
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Emerging Growth Company |
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If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Indicate by check mark whether the Registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No
The number of shares of the Registrant’s class of capital stock outstanding as of October 26, 2023, the latest practicable date, is as follows:
MANHATTAN ASSOCIATES, INC.
FORM 10-Q
Quarter Ended September 30, 2023
TABLE OF CONTENTS
PART I
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Item 1. |
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Condensed Consolidated Balance Sheets as of September 30, 2023 (unaudited) and December 31, 2022 |
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Notes to Condensed Consolidated Financial Statements (unaudited) |
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Item 2. |
Management’s Discussion and Analysis of Financial Condition and Results of Operations. |
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Item 3. |
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Item 4. |
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PART II |
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Item 1. |
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Item 1A. |
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Item 2. |
Unregistered Sales of Equity Securities and Use of Proceeds. |
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Item 3. |
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Item 4. |
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Item 5. |
27 |
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Item 6. |
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2
PART I
FINANCIAL INFORMATION
Item 1. Financial Statements
MANHATTAN ASSOCIATES, INC. AND SUBSIDIARIES
Condensed Consolidated Balance Sheets
(in thousands, except share and per share data)
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September 30, 2023 |
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December 31, 2022 |
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(unaudited) |
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ASSETS |
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Current assets: |
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Cash and cash equivalents |
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$ |
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$ |
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Accounts receivable, net of allowance of $ |
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Prepaid expenses and other current assets |
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Total current assets |
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Property and equipment, net |
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Operating lease right-of-use assets |
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Goodwill, net |
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Deferred income taxes |
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Other assets |
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Total assets |
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$ |
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$ |
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LIABILITIES AND SHAREHOLDERS' EQUITY |
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Current liabilities: |
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Accounts payable |
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$ |
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$ |
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Accrued compensation and benefits |
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Accrued and other liabilities |
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Deferred revenue |
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Income taxes payable |
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Total current liabilities |
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Operating lease liabilities, long-term |
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Other non-current liabilities |
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Shareholders' equity: |
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Preferred stock, par value; |
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Common stock, $ |
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Retained earnings |
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Accumulated other comprehensive loss |
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Total shareholders' equity |
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Total liabilities and shareholders' equity |
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$ |
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$ |
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See accompanying Notes to Condensed Consolidated Financial Statements.
3
Item 1. Financial Statements (continued)
MANHATTAN ASSOCIATES, INC. AND SUBSIDIARIES
Condensed Consolidated Statements of Income
(in thousands, except per share amounts)
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Three Months Ended September 30, |
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Nine Months Ended September 30, |
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2023 |
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2022 |
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2023 |
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2022 |
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(unaudited) |
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(unaudited) |
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(unaudited) |
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(unaudited) |
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Revenue: |
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Cloud subscriptions |
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$ |
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$ |
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$ |
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$ |
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Software license |
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Maintenance |
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Services |
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Hardware |
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Total revenue |
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Costs and expenses: |
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Cost of cloud subscriptions, maintenance and services |
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Cost of software license |
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Research and development |
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Sales and marketing |
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General and administrative |
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Depreciation and amortization |
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Total costs and expenses |
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Operating income |
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Other income, net |
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Income before income taxes |
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Income tax provision |
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Net income |
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$ |
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$ |
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$ |
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$ |
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Basic earnings per share |
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$ |
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$ |
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$ |
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$ |
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Diluted earnings per share |
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$ |
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$ |
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$ |
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$ |
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Weighted average number of shares: |
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Basic |
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Diluted |
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See accompanying Notes to Condensed Consolidated Financial Statements.
4
Item 1. Financial Statements (continued)
MANHATTAN ASSOCIATES, INC. AND SUBSIDIARIES
Consolidated Statements of Comprehensive Income
(in thousands)
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Three Months Ended September 30, |
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Nine Months Ended September 30, |
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2023 |
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2022 |
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2023 |
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2022 |
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(unaudited) |
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(unaudited) |
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(unaudited) |
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(unaudited) |
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Net income |
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$ |
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$ |
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$ |
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$ |
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Foreign currency translation adjustment |
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( |
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( |
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( |
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Comprehensive income |
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$ |
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$ |
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$ |
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$ |
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See accompanying Notes to Condensed Consolidated Financial Statements.
5
Item 1. Financial Statements (continued)
MANHATTAN ASSOCIATES, INC. AND SUBSIDIARIES
Condensed Consolidated Statements of Cash Flows
(in thousands)
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Nine Months Ended September 30, |
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2023 |
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2022 |
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(unaudited) |
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(unaudited) |
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Operating activities: |
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Net income |
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$ |
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$ |
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Adjustments to reconcile net income to net cash provided by operating activities: |
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Depreciation and amortization |
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Equity-based compensation |
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Loss (gain) on disposal of equipment |
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( |
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Deferred income taxes |
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( |
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Unrealized foreign currency loss (gain) |
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Changes in operating assets and liabilities: |
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Accounts receivable, net |
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( |
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Other assets |
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Accounts payable, accrued and other liabilities |
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Income taxes |
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( |
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Deferred revenue |
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Net cash provided by operating activities |
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Investing activities: |
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Purchase of property and equipment |
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Net cash used in investing activities |
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( |
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Financing activities: |
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Repurchase of common stock |
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( |
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Net cash used in financing activities |
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( |
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( |
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Foreign currency impact on cash |
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( |
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( |
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Net change in cash and cash equivalents |
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Cash and cash equivalents at beginning of period |
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Cash and cash equivalents at end of period |
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$ |
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$ |
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See accompanying Notes to Condensed Consolidated Financial Statements.
6
Item 1. Financial Statements (continued)
MANHATTAN ASSOCIATES, INC. AND SUBSIDIARIES
Condensed Consolidated Statements of Shareholders’ Equity
(in thousands, except share data)
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Accumulated |
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Additional |
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Other |
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Total |
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Common Stock |
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Paid-In |
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Retained |
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Comprehensive |
Shareholders' |
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Shares |
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Amount |
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Capital |
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Earnings |
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Loss |
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Equity |
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For the Three Months Ended September 30, 2023 |
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Balance, June 30, 2023 (unaudited) |
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$ |
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$ |
- |
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$ |
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$ |
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$ |
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Repurchase of common stock |
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( |
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( |
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( |
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( |
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- |
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( |
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Restricted stock units issuance |
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- |
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- |
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- |
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- |
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- |
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Excise tax on net stock repurchases |
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- |
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- |
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( |
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- |
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- |
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( |
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Equity-based compensation |
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- |
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- |
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- |
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- |
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Foreign currency translation adjustment |
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- |
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- |
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- |
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- |
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( |
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( |
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Net income |
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- |
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- |
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- |
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- |
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Balance, September 30, 2023 (unaudited) |
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$ |
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$ |
- |
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$ |
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$ |
( |
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$ |
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For the Nine Months Ended September 30, 2023 |
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Balance, December 31, 2022 (audited) |
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$ |
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$ |
- |
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$ |
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$ |
( |
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$ |
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Repurchase of common stock |
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( |
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( |
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( |
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( |
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- |
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( |
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Restricted stock units issuance |
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( |
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- |
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- |
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- |
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Excise tax accrued |
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( |
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( |
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Equity-based compensation |
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- |
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- |
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- |
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- |
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Foreign currency translation adjustment |
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- |
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- |
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- |
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- |
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( |
) |
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( |
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Net income |
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- |
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- |
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- |
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- |
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Balance, September 30, 2023 (unaudited) |
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$ |
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$ |
- |
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$ |
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$ |
( |
) |
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$ |
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For the Three Months Ended September 30, 2022 |
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Balance, June 30, 2022 (unaudited) |
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$ |
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$ |
- |
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$ |
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$ |
( |
) |
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$ |
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Repurchase of common stock |
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( |
) |
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( |
) |
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( |
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( |
) |
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- |
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( |
) |
Restricted stock units issuance |
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- |
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- |
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- |
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- |
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- |
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Equity-based compensation |
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- |
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- |
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- |
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- |
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Foreign currency translation adjustment |
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- |
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- |
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- |
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- |
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( |
) |
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( |
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Net income |
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- |
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- |
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- |
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- |
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Balance, September 30, 2022 (unaudited) |
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$ |
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$ |
- |
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$ |
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$ |
( |
) |
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$ |
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For the Nine Months Ended September 30, 2022 |
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Balance, December 31, 2021 (audited) |
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$ |
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$ |
- |
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$ |
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$ |
( |
) |
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$ |
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Repurchase of common stock |
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( |
) |
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( |
) |
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( |
) |
|
|
( |
) |
|
|
- |
|
|
|
( |
) |
Restricted stock units issuance |
|
|
|
|
|
|
|
|
( |
) |
|
|
- |
|
|
|
- |
|
|
|
- |
|
||
Equity-based compensation |
|
|
- |
|
|
|
- |
|
|
|
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